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Herc Holdings (NYSE: HRI) SVP granted stock units and withholds shares for taxes

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Herc Holdings SVP & Chief Legal Officer Samuel Wade Sheek reported equity compensation and tax withholdings in company stock. On February 3, 2026, he received 4,220 restricted stock units, which vest in three equal installments each February 3 of 2027, 2028 and 2029.

He also earned 2,069 performance stock units under the 2018 Omnibus Plan, tied to performance periods ending in February 2027 and February 2028. In addition, 1,834 shares were issued upon certification of a completed three‑year performance period, and 924 shares were withheld at $154.03 per share to cover taxes. After these transactions, he directly owned 30,723 common shares.

Positive

  • None.

Negative

  • None.
Insider Sheek Samuel Wade
Role SVP & Chief Legal Officer
Type Security Shares Price Value
Grant/Award Common Stock 4,220 $0.00 --
Grant/Award Common Stock 2,069 $0.00 --
Grant/Award Common Stock 1,834 $0.00 --
Tax Withholding Common Stock 705 $154.03 $109K
Tax Withholding Common Stock 219 $154.03 $34K
Holdings After Transaction: Common Stock — 27,744 shares (Direct)
Footnotes (1)
  1. Award of restricted stock units ("RSUs"), each of which represents the right to receive one share of the Issuer's common stock on the applicable vesting date (one-third of the RSUs will vest on February 3 of each of 2027, 2028 and 2029), subject to the terms and conditions of the applicable RSU agreement. Represents performance stock units ("PSUs") earned, but not vested, pursuant to outstanding performance stock unit awards granted under the 2018 Herc Holdings Omnibus Plan. The number of PSUs earned was determined based on the achievement of the performance metrics established by the Compensation Committee for the applicable annual measurement period. The earned PSUs will vest and convert into shares of common stock at the end of the applicable 3-year performance period, which is February 2027 for 1,207 shares and February 2028 for 862 shares. Shares issued related to performance stock units for which the three-year performance period has ended and performance has been certified. Shares withheld for taxes upon vesting of performance stock units, for which performance was previously certified. Shares withheld for taxes upon vesting of previously granted restricted stock units.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Sheek Samuel Wade
(Last) (First) (Middle)
27500 RIVERVIEW CENTER BLVD.
(Street)
BONITA SPRINGS FL 34134
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
HERC HOLDINGS INC [ HRI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP & Chief Legal Officer
3. Date of Earliest Transaction (Month/Day/Year)
02/03/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/03/2026 A 4,220(1) A $0 27,744 D
Common Stock 02/03/2026 A 2,069(2) A $0 29,813 D
Common Stock 02/03/2026 A 1,834(3) A $0 31,647 D
Common Stock 02/03/2026 F 705(4) D $154.03 30,942 D
Common Stock 02/03/2026 F 219(5) D $154.03 30,723 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Award of restricted stock units ("RSUs"), each of which represents the right to receive one share of the Issuer's common stock on the applicable vesting date (one-third of the RSUs will vest on February 3 of each of 2027, 2028 and 2029), subject to the terms and conditions of the applicable RSU agreement.
2. Represents performance stock units ("PSUs") earned, but not vested, pursuant to outstanding performance stock unit awards granted under the 2018 Herc Holdings Omnibus Plan. The number of PSUs earned was determined based on the achievement of the performance metrics established by the Compensation Committee for the applicable annual measurement period. The earned PSUs will vest and convert into shares of common stock at the end of the applicable 3-year performance period, which is February 2027 for 1,207 shares and February 2028 for 862 shares.
3. Shares issued related to performance stock units for which the three-year performance period has ended and performance has been certified.
4. Shares withheld for taxes upon vesting of performance stock units, for which performance was previously certified.
5. Shares withheld for taxes upon vesting of previously granted restricted stock units.
/s/ S. Wade Sheek 02/05/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did HRI SVP Samuel Wade Sheek report on February 3, 2026?

He reported equity compensation and tax withholdings in Herc Holdings stock. This included new restricted stock units, earned performance stock units, shares issued after a completed performance period, and shares withheld to satisfy tax obligations tied to vesting.

How many restricted stock units did HRI grant to Samuel Wade Sheek?

He received 4,220 restricted stock units, each representing one share of common stock. One-third of these units vest on February 3 of 2027, 2028 and 2029, subject to the terms of the applicable restricted stock unit agreement.

What performance stock units (PSUs) were earned by the HRI SVP in this Form 4?

He earned 2,069 performance stock units under the 2018 Herc Holdings Omnibus Plan. These relate to performance metrics set by the Compensation Committee and will convert into shares after three-year performance periods ending in February 2027 and February 2028.

Why were some HRI shares withheld from Samuel Wade Sheek in this filing?

A total of 924 shares were withheld solely to pay taxes upon vesting of equity awards. This included 705 shares for performance stock units and 219 shares for previously granted restricted stock units, both valued at a price of $154.03 per share.

How many HRI shares did Samuel Wade Sheek own after these transactions?

After all reported grants, issuances and tax withholdings, he directly owned 30,723 shares of Herc Holdings common stock. This reflects the net position following equity awards earned and shares withheld for tax obligations on February 3, 2026.